Brookfield Residential Properties, Inc. (NYSE: BRP) announced a proposed offering of $400 million aggregate principal amount of senior unsecured notes due 2020. The notes will be offered in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons in accordance with Regulation S under the Securities Act. The notes will be offered in Canada under available prospectus exemptions.

The precise timing, size and terms of the offering are subject to market conditions and other factors. We intend to use the net proceeds from the offering to repay a portion of notes payable and project specific financings and to pay accrued and unpaid interest thereon.

The notes have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States or to, or for the benefit of, U.S. persons absent registration under, or an applicable exemption from, the registration requirements of the Securities Act and applicable state securities laws.